Shearman & Sterling advised Jerrold Holdings Limited (“Jerrold” or “Together”) on the offering by its wholly owned subsidiary, Jerrold FinCo plc (the “Issuer”) of its £375 million aggregate principal amount of 6.250% senior secured notes. The notes are due 2021 under an indenture dated October 13, 2016 and are guaranteed by Jerrold and all of its subsidiaries other than the Issuer and certain dormant and non-material subsidiaries.
The offering, which was conducted pursuant to Rule 144A and Regulation S under the U.S. Securities Act of 1933, as amended, closed on October 13, 2016. The proceeds from the offering have been used to satisfy and discharge the £300 million aggregate principal amount of 9.750% senior secured notes due 2018 under an indenture dated September 27, 2013 (the “2018 Notes”), to repay all drawn and outstanding amounts under a revolving credit facility and to pay fees and expenses incurred in connection with the offering.Shearman & Sterling also advised the Issuer on the successful tender offer of the 2018 Notes.
Together is a specialist United Kingdom mortgage loan provider established in 1974. It offers retail and commercial-purpose mortgage loans to niche market segments underserved by mainstream lenders.The Shearman & Sterling team included partners Apostolos Gkoutzinis (London-Capital Markets), Peter Hayes (London-Finance), Nathan Green (New York-Asset Management), Kristen Garry (Washington, DC-Tax), Simon Letherman (London-Tax), Thomas Donegan (London-Financial Institutions Advisory & Financial Regulatory); counsel Rebecca Marques (London-Capital Markets); associates Ana S. Grbec, Oscar Lopez (both London-Capital Markets), Shane Burke, Charlotte Rice (both London-Finance), Nancy Hau (London-Asset Management), Adam Sternberg, Azeka Lobo (both Washington, DC-Tax), Sarah Moir-Porteous (London-Tax) Oliver Linch (London-Financial Institutions Advisory & Financial Regulatory); and trainee Philippa Scott (London-Finance).